Paramount Skydance Corp. Monday amended its $30 per share all-cash offer for Warner Bros. Discovery, Inc. in an attempt to address WBD’s stated concerns regarding Paramount’s offer, five days after Warner Bros. Discovery’s Board of Directors unanimously rejected it.
In the amended offer, Larry Ellison, a co-founder of the technology company Oracle and controlling shareholder of Paramount, has agreed to provide an irrevocable personal guarantee of $40.4 billion of the equity financing for the offer and any damages claims against Paramount.
Ellison has agreed not to revoke the Ellison family trust or adversely transfer its assets during the pendency of the transaction.
To match the pending transaction, Paramount will increase its regulatory reverse termination fee from $5 billion to $5.8 billion.
Paramount’s direct wholly owned subsidiary, Prince Sub Inc. extended the expiration date of the tender offer to 5 p.m. Eastern Standard Time on Jan. 21, unless further extended.
David Ellison, Paramount’s chairman and CEO and the son of Larry Ellison, said in a statement, “Paramount has repeatedly demonstrated its commitment to acquiring WBD. Our $30 per share, fully financed all-cash offer was on December 4th, and continues to be, the superior option to maximize value for WBD shareholders.
“Because of our commitment to investment and growth, our acquisition will be superior for all WBD stakeholders, as a catalyst for greater content production, greater theatrical output, and more consumer choice.
“We expect the board of directors of WBD to take the necessary steps to secure this value-enhancing transaction and preserve and strengthen an iconic Hollywood treasure for the future.”
Netflix and Warner Bros. announced their proposed deal that would include Warner’s film and television studios and the HBO and HBO Max brands.
Netflix has more than 300 million subscribers worldwide. With HBO Max folded in, that number would jump past 420 million, giving the company a subscriber base unmatched by any other premium streaming service.
When completed, the deal will make Netflix a Hollywood juggernaut bigger than The Walt Disney Co.
Netflix is offering about $27.75 per Warner Bros. Discovery share in a cash-and-stock deal and will take on more than $10 billion in company debt, putting the transaction’s value at $82.7 billion.